Dallas, Texas (September 13, 2011) – StockGuru Shines its Spotlight on Zoom Telephonics, Inc. (OTCBB: ZMTP) (“Zoom”), a leading provider of modems and other communications products. The Company announced yesterday that some critical dates for its previously announced rights offering. The record date is September 13, 2011; and each shareholder of Zoom as of 5:00 p.m. New York City Time, September 13, 2011 will receive two non-transferable rights for each share of Common Stock of Zoom held by such shareholder at that time. Zoom expects to mail the S-1 prospectus and rights subscription forms on approximately September 16, 2011. The expiration date for the rights offering will be November 7, 2011 unless Zoom chooses to extend the term of the offering. Zoom is likely to have announced and discussed its third quarter 2011 results prior to the expiration date, enabling shareholders to make their investment decision with updated information.
The Company closed up 25% yesterday at $0.35, trading in a fifty-two week range of $0.75 – 0.18.
Each right will entitle the shareholder to purchase one share of Zoom’s Common Stock at a purchase price of $0.27 per share, and to apply for an over-subscription of additional shares at $0.27 per share subject to availability and possible limits for any shareholder attempting to own 5% or more of Zoom. This limit is due to Zoom’s goal of preserving Zoom’s Net Operating Loss Carry-forward for tax purposes.
Assuming the rights offering is fully subscribed, Zoom will receive gross proceeds of approximately $2.94 million, less expenses for the rights offering of approximately $30 thousand.
If the rights offering is not fully subscribed, shareholders attempting to own less than 5% may choose to use their over-subscription rights to increase their ownership percentage in Zoom. Shareholders attempting to own more than 5% may also participate in the offering, but their share purchases may or may not be limited, depending on the number of available shares and the expected impact on Zoom’s taxes.
Shares purchased by way of the rights offering will be registered shares of Zoom Common Stock, equivalent to currently trading Zoom Common Stock. The shares will be qualified to immediately trade on the Over-the-Counter Bulletin Board, though subject to normal restrictions such as insider trading rules.
Zoom filed this rights offering to raise equity capital in a cost-effective manner that gives Zoom’s shareholders as of the record date the opportunity to participate, subject to limits for any shareholder attempting to own 5% or more of Zoom. The net proceeds will be used for working capital needs, development of a line of sensor and control products, and for general corporate purposes, as described in the rights offering documents.
Three Zoom founders who together beneficially own approximately 24% of the outstanding Common Stock — Zoom President, CEO, Chairman, and Acting CFO Frank Manning; Zoom Director Peter Kramer, and shareholder T. Patrick Manning — have expressed their intention to participate in the rights offering. However, there can be no assurance that they will actually participate in the offering.
A registration statement relating to these rights offering securities, namely subscription rights and common stock to be issued upon exercise of subscription rights as described in this release, has been filed with the SEC but has not yet become effective. Rights offering securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these rights offering securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
About Zoom Telephonics
Founded in 1977 in Boston, Zoom Telephonics, Inc. designs, produces, markets, and supports communication products under the Zoom, Hayes®, and Global Village® brands. For more information about Zoom and its products, please see www.zoomtel.com.
Forward-Looking Statements
This release contains forward-looking information relating to Zoom’s plans, expectations, and intentions, including statements relating to the proposed rights offering and Zoom’s new products. Actual results may be materially different from expectations as a result of known and unknown risks, including: the potential need for additional funding which Zoom may be unable to obtain; Zoom’s ability to continue as a going concern; inability to adequately meet cable modem demand; declining demand for certain of Zoom’s products; Zoom’s reliance on a limited number of customers for sale of its products; fluctuations in the foreign currency exchange rate in relation to the U.S. dollar; delays, unanticipated costs, interruptions or other uncertainties associated with Zoom’s production and shipping capabilities in Mexico; Zoom’s reliance on an outsourcing partner to conduct production operations in Mexico; Zoom’s dependence on key employees; the uncertainty of future demand from any specific customer or for all of Zoom’s customers as a group; the uncertainty of the regulatory environment for Zoom’s products; uncertainty of new product development and introduction, including budget overruns, project delays, and the risk that newly introduced products may contain undetected errors or defects or otherwise not perform as anticipated; Zoom’s dependence on one or a limited number of suppliers for certain key components; rapid technological change; competition; factors affecting Zoom’s liquidity; stockholders may suffer significant dilution as a result of the rights offering; Zoom may cancel the rights offering or revise documents or important elements relating to its rights offering at any time; the subscription price determined for the rights offering is not necessarily an indication of Zoom’s value; the market price of Zoom’s common stock may decline as a result of the rights offering or for other reasons; and other risks set forth in Zoom’s filings with the Securities and Exchange Commission, including Zoom’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010 and the registration statement on Form S-1 filed by Zoom. Zoom cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Zoom expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Zoom’s expectations or any change in events, conditions or circumstance on which any such statement is based.
To view this StockGuru Spotlight, please visit: http://stockguru.com/category/latest-spotlights/
To get free alerts on this and other similar stocks, please register here:
What is the StockGuru Spotlight?
Many companies covered in The StockGuru Spotlight have positive increases in both volume and share price. While this is not true in all cases, StockGuru strives to cover companies in The StockGuru Spotlight that are worth of our readers’ attention.
StockGuru looks for potential break-out candidates in The StockGuru Spotlight. Many of these companies have had recent news and appear to be getting the attention of investors. StockGuru does not typically feature companies in The StockGuru Spotlight that are compensating StockGuru for this coverage. There are times when StockGuru covers a stock in The StockGuru Spotlight that had previously compensated Stockguru. Where that is the case, a proper disclosure is included below. StockGuru and its partners, employees and writers never hold shares, short positions, warrants or any other current position in a stock featured in The StockGuru Spotlight.
To feature a company in The StockGuru Spotlight please contact the Publisher at [email protected]. If our reader is a key person for a publicly traded company, StockGuru can consider that company for either a StockGuru Spotlight or a StockGuru Profile. Please contact the StockGuru Publisher John Pentony at this email address: [email protected].
Stockguru.com (“SG”) provides its members with the latest news, press releases, and trade alerts for all the companies highlighted on the site StockGuru.com. SG utilizes information believed to be reliable herein prepared all material. The information contained herein is not guaranteed by SG to be accurate, and should not be considered to be all-inclusive. The owner, publisher, editor and their associates are not responsible for errors and omissions. SG encourages readers and investors to supplement the information in these reports with independent research and other professional advice. All information on featured companies is provided by the companies profiled, or is available from public sources and SG makes no representations, warranties or guarantees as to the accuracy or completeness of the disclosure by the profiled companies or the information contained herein. The companies that are discussed in this opinion have not approved the statements made in this opinion. This opinion contains forward-looking statements that involve risks and uncertainties. This material is for informational purposes only and should not be construed as an offer or solicitation of an offer to buy or sell securities. SG is not a licensed broker, broker dealer, market maker, investment banker, investment advisor, analyst or underwriter. Please consult a broker before purchasing or selling any securities viewed on http://www.Stockguru.com or mentioned herein.
This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may”, “future”, “plan” or “planned”, “will” or “should”, “expected”, “anticipates”, “draft”, “eventually” or “projected”. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in a company’s annual report on Form 10-K or 10-KSB and other filings made by such company with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and SG undertakes no obligation to update such statements. StockGuru is occasionally compensated for coverage. When this is the case, SG clearly indicates this with a disclosure of all compensation received in the past and present. Additionally SG also discloses any anticipated compensation in the future. Compensation is typically in cash. Sometimes a company pays SG in restricted shares. Pentony Enterprise and its associated companies does not take free trading shares for any reason at anytime. StockGuru is not a registered investment adviser or a broker-dealer. StockGuru makes no recommendation that the purchase of securities of companies profiled in this web site is suitable or advisable for any person, or that an investment in such securities will be profitable. In general, given the nature of the companies profiled and the lack of an active trading market for their securities, investing in such securities is highly speculative and carries a high degree of risk.
John Pentony, Publisher, Stockguru.com
Tel: +1 469 252 3031
e-mail: [email protected]